Grey's Anatomy: The Next Generation
by missbrunettgirl
Summary: Join Lily Shepherd, Nathan Sloan, and the other children of the Seattle Grace doctors as well as apperences of the doctors them selves and see how Meredith, Derek, and Mark handle their teens. The story is better then it sounds! Please read and review!
1. Lily and Nathan

Disclaimer: I own nothing!!

Grey's Anatomy: The Next Generation

"I still can't believe you asked Sally Hames to the prom!" Lily Shepherd exclaimed to her best friend Nathan Sloan. "She's such a slut."

"Ah, but you see this is the point," the handsome brunet replied, "This way I have a better chance of getting lucky." Lily rolled her eyes.

"Just don't pick up an STD." Lily's younger fifteen year old brother Jackson said from the back seat of Lily's Ford Taurus. "I heard that Andrew Johnson picked up syphilis from her last year."

"You hear that Nate? The girl has syphilis."

"Allegedly." Lily shot him a look. He turned away from her piercing blue eyes and looked at the road ahead. It was a typical rainy day in Seattle, Washington. Winter had melted into spring and the end of Lily's junior and Nathans senior year of high school approached. The pair had been friends ever since Lily was born and Nathan had been the first person to hold her that wasn't a parent or grandparent. Lily had a mix of her parent's hair colors making it a sort of chestnut brown. It seemed to lay perfect even when she just woke up like her fathers. She had her father's eyes too. Her nose and mouth resembled her mother's. Her brother, Jackson, or Jack as most everyone liked to call him had green eyes with light brown hair. He had gentleness in his face that was more from his mother.

Nathan Sloan was handsome as you would expect any son of Mark Sloan to be. He had the cool hair that maybe didn't fall naturally perfect like Lily's or Derek Shepherds, but it was nothing that a little gel couldn't fix. His eyes were a silvery blue and his bone structure, much like his father's, was perfect. There wasn't much about his looks that wasn't from his father's side of the family. His mother had been one of Mark's many one night stands and she couldn't bear to have an abortion, but she couldn't raise him either so she left him with Mark who fell in love with his son instantly.

Mark had relied a lot on his best friend Derek to help raise his son and thus Lily and Nathan were inevitable play mates. The kids were now grown which freaked their fathers out. Secretly though, and maybe it was only Mark who felt this way, he wished that maybe the two teens would develop something more than just a friendship. After all if his son could be with a girl like Lily Shepherd then maybe Nathan wouldn't end up like Mark did, alone and lonely.

"I'm disappointed in you Nate." Lily said.

"Well I would have gone with you but you and Gwen Bailey are doing the girl's night thing."

"Well she just broke up with the guy she was in love with and I knew she would regret not going to prom. Sorry. I just with you would date a girl that had about the same IQ as you or at least was kind. Sally is both mean and dumb."

"Well I'm sorry that no girl at our school is as beautiful, smart, or as funny as you." Nathan joked revealing his perfect smile.

"Don't be a smart ass." Lily warned grinning in spite of herself. She pulled into the familiar parking lot of Seattle Grace Hospital and turned off the engine. "You need to be nice to me or who else will you bum a ride from until your piece of junk car is fixed."

"That piece of junk car is a 1969 mustang thank you very much. And I'm sure Sally would give you a ride." Lily rolled her eyes.

"Let's hurry up and see what our parents want so we can get home and enjoy the weekend." Jack proposed. The three of them exited the car and hurried in from the rain into the chaos that was the surgical wing of the hospital.

"Hello chief Webber." Lily said to the elderly chief of surgery who was staring almost madly at the surgical board. Lily didn't think he would ever retire even though he had to be well into his seventy's.

"Hello Lily. Can you have your parents hurry this little meeting of yours up so I can have my surgical team back?"

"Yes, sir." She said smiling. He gave her a kind smile back.

"He's going to die in this place." Nathan whispered in her ear.

"Be nice." She giggled. The trio entered a meeting room to find Derek and Meredith Shepherd, Mark Sloan, and Christina and Owen Hunt waiting for them.

"Whatever it is I didn't do it." Jack said entering the room with his hands held in the air.

"I should hope not after that last incident at school." Meredith said from her chair next to her husband. The trio took a seat across from their parents.

"So what's up daddy-o?" Nathan asked draping a leg on the table. Lily reached over and pushed it off.

"So since works been crazy and you guys are always on the move we just wanted to touch base with you guys and discuss your future." Mark said in an uncharacteristically serious voice.

"Um well I know I want to go to either Seattle University or Sarah Lawrence" Lily offered.

"And not be a doctor." Christina mumbled.

"That's right Aunt Christina." Lily replied smiling sarcastically. It had always been a thorn in her godmother's side that Lily had never wanted to be a doctor. Sure watching what her parents did was amazing and she had the utmost respect for them because the saved people's lives, but she always knew she was made for something different. Her brother was good with his hands; maybe he would be a surgeon, or perhaps maybe even an engineer. As for Nathan, who knew what he wanted to be. It changed depending on his mood.

"So why so formal?" Jack asked. "We're all still in high school."

"Well this meeting is mostly for Lily and for Nathan especially." Derek said eying the oldest.

"So can I go watch a surgery from the gallery?" Jack asked hopefully. Derek smiled at his only son.

"I think Kurev has an interesting surgery in OR 2."

"Sweet," Jack said getting up, "I'll catch you all later."

"Um so no offence, but what are you two doing here?" Lily asked Christina and Owen.

"Well Lily as your godparents we just want to be here when you're making important decisions like this and if you have any question, well we're always here." Owen said kindly to Lily. She always loved her uncle Owen. He would have been a great father, but Christina never wanted kids. She always said Lily and Jack were her adoptive children.

"Okay so what's up?" Nathan asked looking board already.

"What's up Nate is that you haven't picked a college yet and you're graduating in two months."

"I'm just not sure where I want to go yet. I don't see what the big deal is."

"The big deal is that most of the deadlines are up at the end of the month so either you decide by the end of the month or I'm putting all of your acceptance letters in a hat and you're going to the one you pick out."

"Funny, I thought being eighteen meant something."

"I just want what's best for you."

"I know dad. I'll decide by the end of the month. I promise."

"Thank you."

"So can we go?" Lily asked uncertainly.

"Not yet." Meredith said to her oldest child. "Your ACT scores arrived today. You got a 30."

"Awesome so I don't have to take it again."

"Well actually statistics say that each time you take a test your score will increase so it would be a good idea to take it again." Christina said.

"I don't think it would be necessary for her to take it again Christina." Derek interrupted.

"I got a 34, but whatever."

"I got a 35." Derek muttered.

"Enough you two." Meredith intervened.

"Now can we go?" Lily asked.

"Alright then." Derek agreed.

"I love you dad." Lily said standing up and hugging her father. "Love you mom."

"Bye dad." Nathan said giving his father a quick hug.

"We'll see you when we get home around seven." Meredith told her daughter. The two teens left the room leaving the adults behind them.

"I worry about that one." Mark said. "He's a lot like me when I was his age which is scary."

"He's not all you." Derek assured. "And Lily keeps him in line."

"Yep, she sure does." Mark smiled.

"Mark don't even think about it." Derek warned.

"Think about what?"

"We already talked about it. If Lily and Nathan want to date then that's their business, but we won't force anything or suggest anything and so help me God, if your son hurts Lily I'll kill him."Derek warned.

"Besides," Christina added, "Lily can do better." Before Mark could retort Lexi Grey- Wilson entered the room.

"Dr. Sloan the chief wants you." Mark met her eye and then quickly looked away. Things had been weird with them ever since their break-up over eighteen years ago.

"I'll talk to you guys later." Mark said leaving the room closely followed by Lexi.

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"Cut it out Nate," Lily said giggling. Nathan swung the 5 foot 4 girl over his shoulder like a sack of potatoes, "Were in a hospital."

"I know damn well were in a hospital. I grew up in this hospital. I'll put you down when you forgive me for going with Sally to the prom."

"Nathan Alexander Slone, put her down." A stern voice came from behind them. Nathan turned around with Lily still in his arms to see a stern looking Miranda Bailey. He put her down slowly. To anyone who looked into the hall now that would laugh at the six foot three man cowering in front of Bailey who couldn't have been more than five two.

"Hello Doctor Bailey." He said cautiously.

"Boy didn't your father raise you not to be throwing people around in hospitals. You could have dropped her and her head would have cracked open."

"Sorry doctor Bailey."

"Don't apologize to me. Apologize to Lily. And what's this I hear about you going to prom with Sally Hames? That girl is looser than a drunken college girl on spring break."

"Why does everyone seem to think that Sally is a slut?"

"If it looks like a ho and acts like a ho…" Bailey muttered. "Just wear a condom because you don't want to come in here for a syphilis shot."

"How did you know about her syphilis?" Nathan asked curiously.

"My daughter talks to me." Bailey said. "Now go get Jack from out of Kurev's skin graph surgery and enjoy your weekend."

"Yes doctor Bailey." Nathan said somberly. She turned around and walked away. When she was finally out of ear shot Lily burst out giggling.

"You got in trouble with Bailey!"

"Yes and it's not the first time. She did interrupt me from coercing an apology from you so I guess I'll have to try sincerely."

"Nate I'm not mad that you have a date. You're my best friend and all I've ever wanted was for you to be happy, but you can't go around dating girls like Sally who only care about appearances and not what's in that wonderful heart of yours."

"Okay I have a deal," Nathan proposes, "I still go to prom with Sally and then I take you next year for your senior year and you can brag about going with a college guy. Then after a string of meaningless flings in college I'll realize that you are the great love of my life and I'll marry you settle down in the suburbs and spend my free time making babies with you that will be the most gorgeous kids anyone had ever seen and to make our parent's happy they will have super surgeon grand babies."

"You are such an ass." Lily said punching his shoulder lightly.

"Well I'm being serious about the marriage thing."

"Jerk!" Lily said punching him again. He pulled her close to him into a side hug as they made their way down the hall.

"So do you want to get married on a beach or in a church?"

"Ha ha, let's just fine my brother and get out of here please? It's our movie night and I really want to watch the old Scream movies."

"Fine," Nathan agreed, "Just know that I love you Lil."

"I love you too Nate. I'll even love you if you get syphilis from Sally Hames."

"That's always good to know."

a/n- this story has been in my head for weeks and so I had to write! Next up will be a scene with Mark and Lexi. I'll try and update soon! REVIEW!


	2. Mark and Lexi

Disclaimer: I own nothing!

Chapter Two

Mark and Lexi

"Sloan I need you to take a look at this botched nose job a friend's daughter had in L.A. If you can do the surgery she'll fly out and be her next Friday." The chief was saying. He handed Mark some pictures and a few x-rays.

"Wow who botched this up so badly?" Mark asked horrified. "The girls lucky she can still breathe."

"It's one of those dime a dozen plastic surgeons in L.A. who get their medical license from a drive thru window." Lexi said from her seat next to Mark.

"I'll leave my two plastic surgeons alone to discuss your next move on this case." Cheif Webber said leaving the room.

"Do you see where he made the incision?" Mark finally asked. "I've never seen someone do that before. This guy is a two bit hack."

"I can see for myself Mark. I have been an attending for over ten years remember?" Lexi asked annoyed. Lexi always made a special effort not to be alone in a room with her former flame if she could help it.

"Just trying to help," Mark mumbled, "So how's the marriage?"

"My marriage is none of your business."

"Well can I enquire after you son? I saw his Halloween pictures. What is he now four?"

"Six." Lexi corrected smiling slightly at the mention of her beautiful blue eyed little boy.

"I wonder what our kid would have looked like." He mused. In fact Mark had often wondered what a life with Lexi would be like if their relationship hadn't come to an end. The only thing about their break-up that he could never regret was his son. No matter how much they butted heads or how much alike in stubborness they were he loved his son.

"Mark, please don't start this now. We would have never worked out. You were jealous and flirty and I was young and flirty and besides the young thing we're still all jealous and flirty."

"I'd like to think that we've both grown up and have matured. I know what I did was wrong, but at the time I thought I you were doing the same to me and I was angry because you were the first girl that I really let myself fall in love with. And Lexi I'm still in lo-"

"Stop Mark," Lexi interrupted, "please just stop because if you say those words it will just make it harder for both of us. We both have a good thing going. You have a great son Mark and I have a husband and child."

"But I want more. I want you. Leave what's his name and move in with me."

"That's not how the real world works!" Lexi said furiously standing up. "And I can't be with someone who jumps into bed with someone because I was flirting with someone else."

"If memory serves me correct," Mark began, "you ended up marrying the guy you were just flirting with."

"Years after we broke up!" Lexi shot back. "After I got over my depression because I wanted to marry you. I wanted to be with you and have kids with you."

"Then why couldn't you forgive me?" Mark asked also standing up.

"Because I couldn't trust you anymore and because you did to me what you did to every other girl you've ever dated. So tell me Mark how in the hell was I any different?" They remained quiet for a moment. Mark didn't know what to say. She was different. And He still loved her. "Just tell the chief that I'll do the botched nose job. I'm sure you have more important surgeries oh great number one." She grabbed the patients file and walked out the door.

"Lexi." Mark said. She turned around.

"What do you want Mark?" Lexi asked sounding tired of this little two step that had been going on between them for years.

"Do you still love me? Is there even a tiny possibility that you might feel even a little love for me?" Lexi stood for a moment and then turned around.

"I miss you." She said quietly before leaving. So quietly in fact that Mark wondered if she meant for him to hear it. The frustrated doctor collapsed on the chief's office chair and rubbed his tired eyes. How did his life end up like this?

A/N- Sorry it's short, but I just needed a chapter to just kind of explore Mark and Lexi cause I love them and they needed their story to be told. The next chapter involves Gwen, Lily, and Nathan! Thank you to everyone who reviewed and more reviews will make me more inclined to post before my week long trip to FL!


	3. Movie Night and eavesdropping

Disclaimer: I own nothing!

Chapter Three

Movie Night and eavesdropping

"Don't split up! The killer will pick you off one by one if you split up!" Gwen Bailey exclaimed at the horror movie that she, Lily, and Nathan were currently watching. "Why is it that the whiney bitches always get to live through these kinds of movies?"

"I don't know. And how come they don't have a gun on their person by the time a sequel rolls around?" Lily asked. "I love these movies though. There so funny."

"Somehow I don't think that's what the directors were aiming for." Nathan replied.

"Well that's the effect they have on me. Funniest movie I ever saw was the exorcist. When that girl was coming down the stairs backwards I burst out laughing."

"Hey you do get scared occasionally." Nathan pointed out.

"That was one time and it was when you fell asleep and left me to watch the Moth man prophesies all by myself and it was based on a true story! When that thing called him and was like your dead wife will be here soon I freaked out okay!"

"And you buried yourself into my side." Nathan said.

"Aw how sweet." Gwen said sarcastically. She was a lot like her mother personality wise. She was around 5'5 with a toned muscular body as a result of her being on the cross country team. Her eyes were hazel and her hair was shoulder length and wavy.

"You're just jealous because Lily feels comfortable enough to snuggle with me."

"Hey, she's going to prom with me." Gwen pointed out cheekily.

Alas she is going to the prom with a she devil. Remember when we were five years old and you always told me that you wanted to go to prom with the guy you were going to marry?"

"Well now I'm going with one of my very best friends who will be there for me when my husband faints in the delivery room." Lily said. "And start being nicer to each other you two." God knows that after four years of her hanging out with Gwen, Lily was ready for her two friends to start being nicer to each other if only for her sake.

"Fine, but I'll never feel about Gwen the way I do about you little Lil."

"No wonder Lily likes me more." Gwen said, "I don't call her little Lil."

"She'll always be my little Lil." Nathan said affectionately.

"Whatever," Gwen said rolling her eyes, "Anyway I'm sure Lily will have lots of fun at the prom because Wesley has been saying that he wants to dance with her." Lily blushed.

"Oh Lil you can't date that prick!" Nathan exclaimed.

"What's wrong with Wesley?" Lily asked slightly angry, "He's nice, he's smart, and he's good looking."

"He's not your type Lil." Nathan said, "He's safe and boring. You need someone who text you dirty jokes during trig. You need someone who brings you out of your comfort zone and makes you laugh. Not to mention someone who gets all of your pop culture references from the nineties." Gwen gave Nathan a look that he couldn't quite place. "Anyway please don't go out with Wesley. He's so dull." Lily rolled her eyes.

"So you can tell me who to not go out with but I can't tell you. How sexist is that?"

"It's not sexist. It's advice from an elder to a youngster."

"I'm not much younger than you."

"_Anyway_," Gwen said changing the subject, "What was that meeting about with your parents today?"

"Our future." Nathan supplied. "Lily what do you want to be?"

"I don't know Nate. I have so many interests. I would love to work in the music field or maybe be a writer or journalist. I love movies too. Maybe I can write scripts. What do you two want to do?"

"Well," Gwen began, "I want to be a professor of history at a college in New England. I've always wanted to live in Boston."

"Don't tell dad," Nathan said, "but I think I want to be a surgeon."

"I think you would be a great surgeon Nate." Lily told him.

"Thanks. Well it's getting late and I have to go prom shopping with Sally tomorrow so I'll catch you two later." Lily and Gwen made gagging sounds at the mention of Sally. "Very funny." He bent down and kissed Lily on the fore head and nodded towards Gwen. They would never be close friends as Lily had once hoped, but at least they were making the effort.

"Before you go you have to guess the killer." Lily told him.

"It's the film student." He said leaving the room.

"He's always spot on when it comes to guessing the killer." Lily muttered. She turned towards the movie to watch the slasher stabbing his next victim. After a few moments she realized that Gwen was staring at her. "What is it? Do I have a zit forming?"

"No." Gwen replied not breaking her gaze. "Tell me something Lily. How long have you had feelings for Sloan?"

"What!" Lily exclaimed turning her attention from the gruesome death scene of the main characters boyfriend. "You are way off base with this one Gwen. You're so wrong."

"Are you done convincing yourself or you need another minute?" Gwen asked. "All I'm saying is that you two are close and well…you light up when you're around him."

"He's my friend. I light up when I'm around friends."

"Not the way you light up around Nathan." Lily looked away embarrassed.

"Why hasn't anything happened with you two anyways?"

"A few times something almost did. We even kissed once but it was when he was drunk and I don't think he remembered. I just don't think he sees me in that way."

"He never does date the smart naturally pretty girls who don't wear gobs of make-up. Lily do you even want something to happen between you two?"

"I don't know Gwen," Lily began, "but sometimes I hope that he will turn around and look at me and he will see me for the first time. He won't see his best friend or the girl he used to bathe with. He'll just see me as I am. And it hurts when he jokes about marrying me after he's had his fun or because it would make his dad happy because when I think about us marrying I could see myself married to him forever."

"Oh sweetie you have it bad." Gwen said trying for once to be gentle. "I really don't know what you see in Nathan because personally I think he's an arrogant jerk, but I think you two would be really good together if he could only see it."

"Well him dating Slutty Sally doesn't help. He knows I've hated her since I was in the seventh grade after she told everyone I got my period. And then just last year she told the entire school that it was my love poem that was published in the school paper. Thanks for putting glue on her hair ties by the way."

"Oh that was more for me. She made a pass at John while we were still dating."

"Well all the same thank you."

"Your welcome," Gwen said, "and Lily, please don't wait around for Nathan Sloan. If he can't see how awesome you are then he's not worth it." The two girls turned back to the movie completely oblivious to the fact that the bulk of their personal conversation about Nathan Sloan was overheard by a third party who was currently out in the hall way.

A/N- So this is the last chapter I can post for a while because I'm going to FL for 6 days! Sorry to leave you with a cliff hanger!! Review please!!!


	4. Parent Talk

Disclaimer: I own nothing!

Chapter Four

Parent Talk

It wasn't that Meredith Shepherd was oblivious to the fact that her daughter was close to Nathan Sloan. He had become a regular fixture at their Shepherd home ever since Meredith could remember. Yes, Nathan was handsome and she could see how a teenage girl could like him and she supposed that she always thought Lily would never fall under a Sloan's power. It wasn't that Nathan wasn't a good boy. He was in his own little way…well if you ignore the time he convinced Lily to go out and drink on her sixteenth birthday, or the time he convinced Lily to take the car and drive to the lake when she was thirteen. Meredith was still mad about that car being ruined. When Lily tried shifting into neutral to save gas she accidently put the car in reverse and the engine ripped out. She had been so upset and Nathan just laughed. But he wasn't all that bad. When she was out of school from strep throat he had come to the house every day after school to cheer her up. And when Slutty Hames told everyone at school about Lily getting her period, Nathan snuck into the principal's office and announced over the intercom that Sally was on the market and on birth control pills for her period cramps. And he does bring out the fun side in her. He helps her to be brave and she helps him be kind. Still, if Lily really did have feelings for Nathan like Meredith had just heard, Nathan could easily hurt Lily who was so much like her father, so open and honest.

Meredith walked up the stairs to her bedroom where she found her husband of eighteen years reading in their king sized bed. He looked as handsome as ever in his white tee and light blue boxers. "What's up sexy?" She asked playfully. Derek marked his book and put it on the table next to him.

"Nothing hot stuff," Derek teased, "It's getting late. Is Gwen spending the night?"

"No I think she has a meet tomorrow so she should be gone soon. Scream 2 is coming to its inevitably bloody end."

"Sounds like fun." Derek said sarcastically. "I never could get into scary movies. So what's up Mer? You have that 'I know something' look on your face."

"No I don't." Meredith insisted. Her husband looked at her questioningly. "I have a 'I'm not quite sure what's going on' look on my face."

"Hmm." Derek mused, "Would you like to talk it out?"

"No. I think this is a mother daughter type thing. I let you know when I know more."

"Is it a prom problem," Derek asked, "because I think all my fears went away when I found out Lily was going to go with Gwen. You have no idea how good it feels for me as a father to not have to worry about my little girl being fondled on prom night." Meredith laughed.

"It's not a prom problem." She assured, "It's a mixed up feelings thing and I'm good at those seeing as I've been through more than my share so I'll talk to her when Gwen leaves."

"Okay. I trust you. Your better with these girl situations anyways."

"Did you hear that?" Meredith asked. She didn't wait for an answer. She was sure that she had head Gwen's car door slam and the engine turn on. She left her husband to his reading and made her way to the stairs passing Jackson's room. She came down slowly trying to think of what to say. Her mind was still blank when she saw her daughter on the couch watching some standup comedian with fixed eyes and a smile on her full lips. "How was movie night?" She asked taking a seat next to her daughter.

"Kind of heavy," Lily replied resting her head on her mother's shoulder, "mom, does it get any easier? Life I mean. When you get past high school and college and you get settled down is it any easier?"

"I don't really know to be honest." Meredith told her daughter, "for me getting older got me more responsibilities, more homework, more heart break, but then I got your dad and I had you and Jack. It wasn't easy, but it was worth it."

"I know you heard mom." Lily said softly. "I heard you gasp and then go up stairs. You're not very subtle."

"So are you in love with him?" Meredith asked stroking her daughter's long hair.

"I don't know mom." Lily told her. "I know that I love him because he's my best friend and even though he can be a complete ass sometimes… he's the only one who can make me laugh when I feel like crying. It's just so complicated. I just wish we could be five again playing hide and go seek around the house."

"Oh sweetie," Meredith said hugging her daughter fiercely, "everything will work it's self out. I promise."

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When Nathan arrived home he found his father on the couch with a bottle of Budweiser in his hand and a blank stare upon his face. It wasn't uncommon for Nathan to see his father with a beer every once in a while, but he could count on one hand how many times he had seen Mark Sloan drunk.

"Have you ever been in love Nate?" Mark asked his only child. Nathan turned around at the sound of his father's voice. The teen was surprised that his father even knew he was there what with his current state. Nathan made his way over to the couch and took a seat.

"I don't think I have been dad."

"I was. I still am. Nathan if you find it never let it go."

"How did you know you were in love? Was it instantaneous?" Nathan asked curiously.

"No. It came on subtly. I could be myself with her and at the same time I wanted to be better for her. She could always make me laugh and even when she made me stark raving mad I still wanted to be around her…then I blew it."

"It sounds nice, but you don't have to worry about me ending up alone. I'll marry Lily when I'm done with my wild stage." Nathan teased trying to lighten the mood.

"I know you're joking, but Lily won't be waiting for you to marry her." Mark said soberly, "in case you haven't noticed, the pretty little girl you grew up with is now an insanely beautiful young woman and you're into the 'sexy' girls right now and you still see her as your best friend, but Lily is a classic beauty that guys can only dream about and she's smart as hell. I'm surprised she's not dating anyone yet."

"Well Wesley the wanker wants to 'dance' with her at prom." Nathan said grudgingly. "But anyway who is this girl you're in love with dad?"

"Lexi Grey."

"What's the problem? Go get her."

a/n- I'm back from Florida! Hope you enjoyed this chapter! Review please!


	5. Visiting and Old Friend

Disclaimer I own nothing!

Chapter Five

Visiting an Old Friend

Lily Shepherd sat in her fourth period Geometry class on a rainy Monday copying the examples furiously. Math was her worst subject and she needed the examples to show Nathan who would help her after school. In return for the math help, Lily would help Nathan with his English paper. "Miss Shepherd," the middle aged teacher called, interrupting Lily from her coping of a complicated formula.

"Yes Mrs. Murry?"

"Could you please go to the work room at the end of the hall and grab the study guide I copied earlier?"

"Yes ma'am." Lily said getting up from her desk and heading out the door. She stretched relieving the tension she felt in her muscles. It was always nice to get a break from Geometry. The hall was empty and silent. The only thing accompanying Lily on her journey was the occasional paper that had fallen out of a notebook or a locker. She made her way down the long walkway and around the corner to the isolated work room. The usual noise of the copier was heard along with something not so familiar. It was faint at first, but upon further inspection Lily identified the noise of a giggling girl. She really didn't want to see what was on the other end of that door, but she couldn't leave without the study guide. Taking a deep breath she opened the door and was shocked at what she found….

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"Do you think we should say something to him?" Meredith asked Christina.

"If he hasn't mentioned it maybe he has finally decided to let it go."

"He hasn't forgotten about this date for the last eighteen years. I don't think he'll up and forget it now."

"Well honestly it's about time." Christina insisted. "Has the man even dated since…"

"I don't know. He doesn't really talk about anything other than surgery." Meredith pointed out taking another bite of her salad.

"What's going on?" Derek asked joining the two friends at their table in the cafeteria.

"It's the anniversary." Meredith supplied. Derek didn't need further explanation. The date had been firmly imprinted into everyone's minds.

"Well he better leave soon. I pushed back a surgery for this!" Christina exclaimed.

"Um I passed him on the way here," Derek revealed, "he's on his way to the graveyard." At this news Christina started shoveling food into her mouth."

"Christina what are you doing?" Meredith asked standing up with her tray.

"I have a surgery in two hours and I don't want to be hungry." Christina said through mouth full's. She took a couple more bites and then stood with her tray.

"See you at home." Meredith said to Derek giving him a kiss on the cheek. Christina and Meredith dumped their treys and hurried to their cars still fully decked out in their scrubs. "Do you want to take my car?"

"Yeah that would be best. My car needs to be cleaned out. Owen actually refuses to ride in it." Meredith unlocked her jeep and Christina hopped in. "So what's up with this Lily situation?" Meredith sighed as she pulled out of the parking lot of Seattle Grace.

"She has been having feelings for Nathan."

"Oh boy."

"Yeah." Meredith agreed. The rest of the short ride to the cemetery was in silence.

When they arrived at the scene a few rays of sun were breaking through the gray sky. Alex was kneeling before the grave stone that was now so familiar to the friends. Alex replaced the dead flowers with his customary white lilies. Every year since her death he would come there to lay down flowers and inform the grave stone of what had occurred that year. Meredith and Christina approached him cautiously and took their places behind him keeping silent.

"Can you believe it's been eighteen years?" Alex asked to no one in particular. "She fought as long as she could though. The cancer was just too much." He paused for a moment and then finally got up to leave. "I love you Isobel Stevens. I always will." He gave a short nod at Christina and Meredith and then left.

"Hey Iz." Meredith said bending down to look at the head stone. "George is sorry he couldn't be here. He's still living in Chicago. He and his wife are happy. Their son is turning eight next week. So my daughter has feelings for Nathan Sloan crazy right? I don't even know how that will work out, but I guess we'll see. Put a good word in for those two with the big guy. Jackson is Jackson. Derek is doing fine. He's still as McDreamy as ever. Mark is still in love with Lexi. It's weird, but her husband is an ass so I kind of hope Mark re joins the dirty mistresses club. I miss you Izzie. It's not the same without you…I'll see you next year." Meredith moved from the grave and waited for Christina.

"Well you know this really isn't my thing." Christina said. "I'm not even sure you can hear me, wherever you are. If there is a God he would be a fool not to let you in heaven. Meredith pretty much told you everything worth hearing. The chief still hasn't retired. I submit my application in every year, but he just won't die. I think he's been cloning himself. Owen is fine. He hasn't stabbed any animals lately so don't worry. Bailey is still bossy and her daughter is just like her in most respects. It's funny seeing Lily hang out with the Nazi's daughter. Anyway I don't want to take up your time so I'll see you later. Bye Izzie."

888

Lily, Jackson, and Nathan sat in silence on the car ride home. No one spoke for that last five minutes.

"So are you mad at me or something?" Nathan asked confuse.

"Here we go." Jack mumbled shoving his earphones in and cranking up his music.

"I'm not mad." Lily answered in an oddly calm voice that had, to the well trained ear, a touch of anger.

"I know you Lily." Nathan said, "And I know you're mad. Just tell me why." Lily gave a bitter laugh.

"I'm mad because I went to go get copies and I find my best friend sticking his tongue down my arch enemy's throat!" Lily shouted never taking her eyes off the road. "I'm mad because you had to go with HER to the prom. You could have gone with anyone else and I wouldn't have minded, but you chose her and it feels like a betrayal because I would never go out with someone you were that uncomfortable with!"

"You are flirting with fucking Wesley Kennedy! You know I think he's an ass."

"I am not flirting with him. I've never even said more than two words to him and that has nothing to do with you dating Sally Hames."

"It does too because your being a hypocrite!"

"I'M the HYPOCRITE? I'm the hypocrite? I'm not sticking my tongue down Wesley's throat! And Wesley isn't a slut!"

"That you know of." Nathan muttered. The car went quiet once again. "There is a reason why I don't like Wesley Kennedy alright. He's not a nice as he appears so just please promise me you'll be careful." Lily shot him a spiteful glare and then nodded.

"Fine, but I will never be okay with you dating Sally."

"Okay I accept that."

"So are we cool?"

"I forgive you." Lily said.

"Thank you. Now drop me off at my house driver and make it snazzy."

"I know you just didn't order me around." Lily replied smiling. "When will your damn car be fixed anyway? I'm tired of driving your free loading butt around town every day."

"You say that, but I know you love driving my butt around. And stop thinking about my butt."

"Yes, Nathan I will stop thinking about your perfectly muscular butt when I should be paying attention in class."

"As long as were clear." Nathan joked.

"You are so ridiculous." Lily said as she pulled into the drive way of the Sloan's house

"I know, but you love me." Nathan replied getting out. "See you tomorrow little Lil. Bye Jack." Jack waved a good bye and then hopped into the front seat.

"So what exactly did you walk in on?" Jack asked curiously.

"Sally was bent over on the copy machine with Nathan on top on her and pictures of the tramp stamp on her back were shooting out by the truck load. It's a terrible waste of trees if you ask me."

"Oh wow." Jack said laughing, "What is her tattoo of?"

"It's of a heart with chains across it."

"In all seriousness though sis," Jack said, "You don't date a girl like Sally for long. She's not what you end up with. She's the obstacle you stumble upon before you find the one. And besides, your Nathans best friend. Guys don't let girls come between them. At least the good ones don't."

"Thank Jack." Lily said. "You know you're not as annoying as you used to be. It's kind of freaking me out. You've finally grown up."

"Ha ha." Jack mocked. "Just keep your eyes on the road."

"Love you little bro."

"Love you too sis."

a/n- review please! It will cheer me up because I have ACT's tomorrow…=(


	6. Wesley and Sally

Disclaimer: I own nothing!

Chapter Six

Wesley and Sally

The majority of the junior girls were crowded in the old gym with the sound of rain pounding on the tin roof. This was defiantly not a new occurrence. This week the overweight PE teacher decided that the girls would be playing volleyball. Since the class contained twenty girls and the other side of the gym was currently being used by the junior boys, the teams were split into five on each side of the court and the remaining ten girls got to wait on the bleachers for their turn at the game.

"So are you going to tell him?" Gwen asked Lily for the millionth time that day. The girls were in the first group that was on the volleyball court. Lily took the ball and served it across the net. She whipped around to face Gwen who was across from her.

"No I'm not going to tell him anything," Lily insisted, "and besides what good would it do. He's sucking face with Sally Hames if I remember correctly." Gwen rolled her eyes and stepped forward to punt the volleyball back over the net.

"Sally Hames can't hold a candle to you." Gwen insisted. "All she has going for her is her daddy's credit card."

"And her perfect body." Lily pointed out setting a ball for her classmate."

"You're beautiful Lil." Gwen said before spiking the ball over the net. "Now what I'm going to do is glam you up so Nathan can see it too. I will have that boy drooling over you."

"I'm not doing it Gwen just drop it."

"Fine." Gwen replied just as the buzzer signaling the end of their game rang.

"All right girls switch out," the portly gym teacher wheezed, "everyone plays no excuses!"

"But Ms. Wilkes," Sally's annoying voice sounded, "My plastic surgeon wants me to stay away from any activities where balls fly at my nose."

"There goes her social life." Gwen muttered. Lily let out an unattractive snort.

"Fine Sally you don't have to play. Everyone else who's not playing go change." Ms. Wilkes said. Lily and Gwen made their way to the dressing rooms and headed towards their assigned lockers.

"So are you just going to spend the rest of your life pinning after him or what?" Gwen asked.

"Don't be ridiculous," Lily admonished slipping off her PE uniform, "I have no intention of spending my life waiting around on him. I'm just going to live my life."

"And live with the might have been."

"I've known him for seventeen years." Lily said. "If something was going to happen it would have happened."

"Not necessarily." Gwen pointed out pulling on her school clothes. "You guys aren't that far from puberty. Up to this point you've only seen Nathan as a friend and vice versa."

"He still sees me as a friend." Lily replied lacing up her shoes.

"You don't know that." Gwen said. "Just can you promise me something?"

"What?"

"When her dumps slutty slutson will you please tell him how you feel because if you don't I know how you are and you will look back and kick yourself and even if he doesn't return your feelings at least you did it. And you're too good of friends to let anything break you up."

"Fine I'll do it." Lily agreed, "But only because I'm a little bit afraid of you."

"You should be I'm scary." Gwen said smiling. Her smile quickly faded as she saw who was approaching.

"Hi girls "Came the high voice of Sally Hames. You couldn't deny that she was pretty even right after gym, but then again it's not like she broke a sweat watching the other girls play volleyball. Her blonde hair was pulled into a sophisticated bun and her green eyes were sparkling in excitement. Her perfectly arranged outfit had no wrinkles and her skin was naturally tanned which was rare for a Seattle native. "Lily I would just like to apologize for that embarrassing thing you walked into the other day. It most have been so awkward seeing me with your best friend and all."

"Let's just forget about it Sally. That was embarrassing for all of us. Especially you I hear since your tattoo picture seemed to have gotten all over the place."

"Oh never mind that." Sally said throwing up a perfectly manicured hand. "I got the thing to show off anyway."

"Great now everyone in a five mile radius has seen it. Your mother must be so proud." Gwen said.

"Yes, well," Sally said regaining her composure, "I heard Wesley is sweet on you."

"He hasn't said anything." Lily replied, "You know how rumors are. I'm sure it's just talk."

"Just be careful with that one." Sally said turning around and exiting the locker room.

"That was weird." Gwen said.

"Yeah." Lily agreed, "I wonder what she's up to."

888

"Mr. Faulkner had to leave for a doctor's appointment so I'll be watching you today." Groans accompanied this statement that the bald assistant principal had just made. "Hold on hold on. I'm giving you a study hall." The groaning stopped and the chattering began. Lily sat at the back of the room in her economics class. It was the last class of the day. Gwen sat next to her taking out her iPod.

"I wish he would just let us leave." Lily muttered, "I'm tired."

"I know he is so lame." Gwen agreed. "but if he let us leave Wesley wouldn't have the opportunity to stare at you."

"What?" Lily asked paling. Besides Nathan, Wesley was one of the most popular guys in their school. He had dirty blonde hair and hazel eyes. He was around 6'4 and muscular as a result of his quarter back position. She turned non to discreetly towards him and sure enough he was looking at her. He gave her a shy smile and she returned it back before quickly turning away. They had never really hung out. They didn't belong to the same circles and he had never acknowledged her presence. She had thought it was a joke when she heard about Wesley wanting to dance with her at prom. "What do I do?"

"I don't think you'll have to do anything since he's coming over here." Gwen said smiling. "I best leave you two alone."

"Don't you leave me!" Lily whispered loudly as her friend hurried away from her. She turned around and sure enough Wesley was there. She looked up slowly to see his face. He had a small grin on his lips.

"Do you mind if I sit here?" He asked in a smooth quiet voice that was nothing at all like Nathans warm loud one, but it was still very nice.

"S-sure." Lily stuttered. He took his place in the seat that just a moment ago had been occupied by her traitorous ex best friend.

"So I heard that you and Gwen are going to prom together." He said making it sound more like a question than a statement.

"Yeah she was kind of bummed after her and John split so I promised to take her."

"That's really sweet of you."

"Not really." Lily insisted. "She would do the same for me."

"Well do you think it would be alright with Gwen if I stole you away for a few dances?" He asked her in that same soft voice.

"I wouldn't mind." Came Gwen's voice from across the room. She had the ears of a fox.

"Well I guess that's that, unless you want to go out with me this Friday?" Wesley asked smiling revealing his beautiful white teeth.

"Sure." Lily breathed hardly believing that he was talking to her.

"Cool. How about I pick you up around seven?"

"Perfect." Wesley left her and Gwen hurried to rejoin her friend with a big smile on her face.

"Yum." She said.

"Yum." Lily agreed plastering on her fake smile. "_Now I'm fucking flirting with Wesley Kennedy."_ Lily thought recalling Nathans words.

888

What's she doing here?" Nathan asked climbing into the back seat of Lily's car in the empty seat next to Jack.

"One, I needed a ride home and two, this is Lily's car." Gwen replied from the front seat.

"Be nice you two." Lily told the pair as she exited the parking lot and made her way to Gwen house which was the closest to the school.

"So anything exciting happen with you two ladies today?" Nathan asked.

"Wesley officially asked to dance with Lily at prom and their going out on Friday." Gwen supplied. Nathans face hardened.

"Relax Nathan it's just a few dances and one date." Lily reassured him.

"Right." Nathan agreed. Lily detected the hardness in his voice. Lily dropped off Gwen and continued her track through the rainy streets of Seattle towards Nathans house in complete silence. When she finally reached his home after what seemed like an eternity he jumped out of the car before leaving her with a few words.

"I'll have my car tomorrow so don't worry about picking me up.

"So he's mad." Jack said.

"Yep." Lily replied icily. She didn't know who was more mad, her or Nathan.

A/N- So did anyone catch the line from Clueless? I love that movie. Review!!


	7. Jealousy

Disclaimer: I own nothing!

Chapter Seven

Jealousy

He honestly didn't know why he felt this way. It wasn't as if Wesley was a bad guy. He was just boring was all and kind of smug. He looked smug to Nathan at least with his good looks and perfect attendance. Seriously, what high school student didn't cut a day or two every once and a while? It was only normal. Maybe that's why Nathan felt the way he did. And for some reason Sally hated him. It wasn't that he was jealous… no it was concern. After all, no one could be that perfect.

It was silly to be acting like this. Lily was his best friend and he should be happy for her. And besides he had a girlfriend. He was dating Sally. But then why was he jealous? Sure Lily was beautiful and funny and sweet, everything a guy could want, but this was his friend, his best friend. Besides Lily would never feel the same way about him. She was way out of his league. Sometimes he didn't even know how she could be in his life. One thing he was sure about was that Wesley wasn't good enough for her. Most men weren't.

How did everything get so complicated?

888

Mark Sloan walked down the hospital hall exhausted after a complicated surgery. He was still in his blue scrubs and scrub cap. When he was about to turn the corner he heard a faint noise coming from the closet. He paused and lightly placed his ear on the door. After a few moments of listening, he quickly recognized the whimpering. It was the same noise he had heard on the night he destroyed her heart. He hesitantly opened the door and sure enough he found Lexi huddled in a ball on the floor with tears streaming down her face. Without a second thought Mark joined Lexi on the floor and pulled her into his arms. Feeling her this close to him again felt so right, but also brought memories of how their relationship had ended.

_Mark Sloan was tired yet excited from his most recent surgery. He had made a significant contribution to the medical field with his clinical trial and hopefully he would be published just like his best friend Derek had been a couple of years back. He hurried to the locker rooms so he could inform Lexi of his latest triumph. When he arrived in the locker rooms he heard the unmistakable laugh of his live in girlfriend. Jealousy instantly flowed through him. She was flirting with Justin Wilson again. He had tried to ignore it at first, but now the jealousy was flowing through him. _

_He got Lexi alone from Justin and confronted her at their home after a silent ride home. He still remembered the fight that ensued._

_"What's wrong with you Mark," Lexi had asked, "you were weird the whole way home." _

_"So how long have you been flirting with Justin?" _

_"What?" Lexi asked shocked. "Justin and I are just friends Mark I can't believe your being weird about this. Your friends with Callie and you two used to sleep together."_

_"Did you used to sleep with Justin?" Mark asked. _

_"How could you even think that Mark?" Lexi shouted. "I love you and I would never do anything to jeopardize what we have."_

_"Didn't look like it when I walked in on you two. It must be a nice arrangement. I'm out there with the clinical trial making the big bucks and you are having an emotional affair with Justin!"_

_"Are you implying that I'm using you for your money?"Lexi asked appalled. "I can't even believe you would say something like that. Fuck you Mark." She marched up the stairs leaving Mark alone. He knew that saying that was crossing a big line. It was unforgivable. He slowly followed Lexi up that stairs and found her getting ready for bed. He intended to apologize about what he said, but then he saw the earrings. He didn't remember those earrings. _

_"Are those new?" She hesitated before he answered. _

_"Yes, they were a gift." _

_"From him huh?" Mark asked with his jaw clenched. Lexi didn't answer. "I guess that's my answer." With that Mark exited the house and proceeded to make the mistake that ended his relationship forever. _

_He woke up next to the strange woman the next day. She wasn't ugly. In fact she was quite pretty, but she wasn't Lexi. He cursed himself. How could he have done this to her no matter how mad he had been? He exchanged pleasantries with the woman and quickly left believing that he would never see her again._

_When he got home he found Lexi in a chair in their living room. Her eyes were red and she had probably been up all night. "Mark I'm so sorry." Lexi said throwing her arms around him. "I'll stop talking to Justin I promise. I love you not him." He let her grovel and plead not saying a word about his infidelity. He told himself it was because he didn't want to hurt her, but looking back it was because he was being a coward. _

_A few months later the woman from the bar turned up pregnant and after a paternity test there was no mistaking that it was his child. Her name was Phoebe Michaels and at twenty two she couldn't handle being a mother, but she couldn't face an abortion. Mark told Lexi everything and she moved out that night. It wasn't the baby that made her leave. She told him it was the lies. She was right to leave him. And so that was the end of their sad tale. The only good that came out of it was his son._

"I'm okay now." Lexi whispered, bringing Mark back to the present. "You can let go." That was something Mark never wanted to do.

"Tell me why you're upset." Mark pleaded.

"It's nothing," Lexi said, "I just had a fight with Justin is all."

"That's not just all. He doesn't treat you like you deserve to be treated."

"From what I remember you didn't do the best job either."

"Your right, but I would never do that now. I've grown up, had a son. I know what's important in live. You're important to me Lexi." Lexi got out of his grasp and stood up quickly, Mark followed her lead.

"You can't do this to me now Mark!" Lexi yelled. "Where was this almost nineteen years ago? I'm married, I have a child now. I am not that girl anymore that lived with you for months while your deep dark secret grew inside Phoebe's stomach. And you know what's sad? I would have stayed if you would have told me what you did right away, but you let it go on for months! And now I'm just stuck and, and…." She stopped due to the tears that were now flowing freely. Mark pulled her into a warm hug.

"It's okay Lexi." Mark soothed. Hearing his voice made her feel safe for once. It distracted her from her feuding with her husband. Mark took her mind off her young son James who was caught in the middle of his parent's arguments. She was tired of begging Justin to spend time with his son and she was tired of ignoring his infidelity with a fellow doctor and Mercy West. "I'm here for you no matter what." Mark assured.

She felt his breath on her skin. His strong arms were warm against her. She hadn't been this close to someone in so long. She hadn't felt loved in so long. Before she knew it, his soft lips were on hers planting tender kisses. She hadn't been kissed like this in over eighteen years.

"I can't." She said pulling away. "I'm not a cheater." Reluctantly she pulled away from him and left Mark alone in the small supply closet.

888

"Someone is knocking on the door." Jackson called.

"God forbid you answer it." Lily teased.

"I'm in the middle of a math problem." He replied. Lily rolled her eyes and went to answer the door where she found Nathan. She left the door open and walked back into the living room. Nathan followed suit closing the door behind him. He took a seat on the coach next to Lily who didn't meet his eye.

"Turn that frown upside down." He teased. He could have sworn he saw her pursed lips flicker up for just a second. "Come on Little Lil. I'm sorry that I was acting like-"

"An asshole." Lily supplied.

"Well that's a little…no your right I was an asshole."

"Well as long as you know." Lily grinned.

"I'm sorry Lily. I have no right to be mad. You are allowed to go out with whoever you want and I promise that from now on I'll support you. I love you Lily you're my best friend in the whole world."

"I love you too Nate." Lily said.

"So do you forgive me?" Nathan asked hopefully.

"I forgive you." She said. Nathan pulled her into a hug. "You can let go now."

"Right." Nathan said reluctantly pulling away. His chest felt suddenly empty without Lily to embrace. He had never felt like that before.

A/N- Well here it is. I won't be able to post again during the week because of a huge research paper, but I will really try hard to post something on the weekend!


	8. Date Night

Disclaimer- I own nothing!

Chapter Eight

Date Night

Derek Shepherd stared at the television not really seeing it. The day he had avoided for seventeen years had finally come. His little girl was going on a date and not just a group date or out with Nathan, but a real date with a senior no less.

"Derek don't pout." Meredith admonished taking a seat next to her husband. "Your daughter looks beautiful tonight."

"That's not a good thing for me to hear." Derek said. "Why couldn't she be ugly like my niece?" They both snorted.

"So I need to tell you something." Meredith informed her husband.

"What is it?"

"Well our daughter has feelings for Nathan and I don't think she has told him so maybe you really shouldn't be worrying about this date."

"Hmm," Derek mused, "I didn't think it would be this soon, but I kind of always thought they would end up together ever since Nathan asked for Lily's hand in marriage when they were five."

"I remember that." Meredith mused, "After the wedding he took out his light saber and fought Darth Vader while Lily got upset that he skipped the honeymoon."

"Didn't she end up saving Nathan from Darth?" Derek asked grinning.

"Yeah and Nathan got mad that a girl saved him so he demanded a divorce."

"And then she kicked him in the groin."

"Yes and then we made her apologize and all was well again."

"Why did we let them grow up?" Derek asked seriously. We should have capped off their age at five when they didn't know about sex and thought that members of the opposite sex had cooties."

"Ah those were the days. Although I don't miss the screaming and the four am wake up calls." The two parents laughter was interrupted by the door bell ringing and a panicky plea from Lily for someone to please answer it.

Derek made his way to the door and opened it to reveal the tall football star dressed in a nice button down shirt and jeans.

"Hello Mr. Shepherd, I'm Wesley Kennedy." The boy said extending his hand. Derek looked down at it before reluctantly shaking it.

"Lily's curfew is at midnight. No drugs, drinking, or sex. Are we clear?"

"Yes sir." Wesley said looking somewhat alarmed.

"Daddy, leave Wesley alone." Came Lily's voice from the top of the stairs. She was wearing an elegant white blouse with nice form fitting jeans and two inch open toed black heels. Wesley looked up at her in awe. Lily descended the stairs as gracefully as she could in heels and with Wesley watching her.

"Wesley and I were just chatting is all." Derek assured. "Have her home on time."

"Yes sir." Wesley assured. The pair exited with one last look exchanged between daughter and father.

"So what do you want to do tonight?" Meredith asked joining her husband in the hallway.

"Stare blankly at a movie while I worry about my daughter." Derek answered.

"Okay well in that case will the Big Chill do?"

888

The date so far had gone pretty well. Wesley had taken Lily to a romantic comedy starring the latest Hollywood A listers. He bought popcorn and sodas and had been a perfect gentleman. During the movie he had even gathered enough courage to hold Lily's small hand in his large warm one. After the movie had ended with its expectedly happy final scene, Wesley suggested that they go out for ice cream.

"So where do you want to go to school?" Lily asked Wesley curiously. The pair were sitting on a park bench with their ice cream in hand.

"Well I've been accepted to UCLA and Berkley and I'm thinking about studying law."

"Those are really great schools," Lily agreed, "Nathan got accepted to Berkley too."

"So what's the deal with you and Nathan Sloan if you don't mind me asking?" Wesley asked not quite meeting Lily's eyes.

"Were friends." Lily put simply. "We've known each other forever."

"I was just curious. You two don't exactly have the same sort of interests."

"We do in some things." Lily said. "Just not in what kind of people to date seeing as he's dating Sally." Wesley looked down embarrassed.

"We used to date." Wesley said quietly.

"Oh." Lily replied looking embarrassed. "When was this?"

"It was back in sophomore year. She was a freshman. It didn't last long. We're too different I think."

"Hum." Lily replied. "So what kind of lawyer do you want to be?"

888

Nathan was bored. Friday night was he and Lily's movie night and he was looking forward to watching a cheesy horror film with his best friend. He glanced at the clock. It was almost eleven. Surly her date with Wesley was over or at the very least coming to a close. Nathan grabbed his car keys and headed out the door of his empty house. He headed towards his mustang and hoped into the car. Before he could start the engine his cell beeped. He checked it and saw that there was a text from Sally.

Boo why can't I come over? Isn't ur dad gone?

Nathan rolled his eyes. He had already explained that Friday was his night with Lily, even if Lily was on a date… He shook the thought from his head and started his car up and drove to his destination. The drive was only about ten minutes, but sometimes it seemed that ten minutes away was too far away from Lily. This thought sounded weird to him. Did other best friends feel this way? He parked across the street because Wesley's jeep was sitting in the drive way. As he was about to get out of the car he saw it and something inside him broke.

888

"I had a really good time with you." Wesley said as he walked Lily to her front porch.

"I did too." Lily said honestly. Wesley was sweet. He was reserved and mature. He was nothing at all like Nathan. The only fault Wesley had was that he once dated Sally. Wesley leaned down and pressed his lips to hers. It was nice and he deepened the kiss further. _Nathan_. She thought. This kiss didn't even compare to the drunken kiss she and Nathan had shared more than a year ago. Somewhere in the distance he heard a car peeling out and speeding away. It was probably one of the teens from the neighborhood. She pulled away from Wesley's hungry lips and studied the handsome man in front of her. He was perfect, but it would never work because she gave her heart away long ago.

"I'll see you later." Wesley said walking away. Lily turned and opened the door to her house to see her brother on the couch.

"How was the date?" He asked his older sister. She fell onto the empty place next to the fifteen year old.

"It was nice," Lily answered, "but I don't think we'll go out again."

"Nathan." Jack supplied.

"How did you know?" Lily asked curiously.

"I'm your brother. I know more about you than you think and I know Nathan."

"Well then how do you think Nathan will react when I go over to his house tomorrow and tell him that I am in love with him?"

"Overjoyed with happiness of course, Jack assured, "and if he gives you any less I'll totally kick his ass for you."

"Thanks little bro."

"Anytime."

888

It was a scary thing telling someone that you're in love with them, but Lily couldn't help but be excited about the whole thing. She woke up around seven and had to busy herself for a few hours. Nathan wouldn't be up for a few hours. After what seemed like hours of old Betty Boop and Pop Eye cartoons, she decided to head over to Nathans. She had told no one besides Jack of her plans and no one was up to talk her out of it. This was it. She was finally about to find out what Nathan really felt about her.

She reached his house in record time. She practically ran up the stairs to his front door and knocked excitedly on the hard wood. She heard footsteps coming to the door. This was it. Her smile fell quickly when it was Sally in Nathans tee shirt and nothing else who answered the door.

"Morning." The blond yawned. "What can I do for you?"

"Nothing." Lily managed to choke out. She turned around to leave.

"Should I tell him you were here?" She asked.

"No, don't tell him anything."

"Okay." Sally agreed shutting the door.

A/N- Wow can you believe Nathan did that???? I wonder what happens next…I'll try to update soon. School's been crazy so we'll see how much writing I get done. Happy Easter!


	9. Despair

Disclaimer: I own nothing!

Chapter nine

Despair

She'd never felt like this before. She didn't think anyone had ever felt like this before. Was it possible to have your heart literally break and then fall out of your chest? That's exactly what Lily was going through. When she got home she went straight to her room and locked the door. Her mother had tried to get her to talk, but to no avail. Jack wouldn't give up for over an hour, but even he was no comfort. Finally everyone thought it was best to just leave her alone.

At first she kind of blamed herself. It wasn't like Nathan was dating her. He was with Sally and everyone knew that if you dated Sally you got lucky. And Lily even knew that Nathan wasn't a virgin. He gave that up last year during senior week (He snuck a ride with a current senior). It hadn't bothered her then though because it was a one night stand thing and she wasn't in love with him then.

Later her guilt turned to anger. How could he date let alone sleep with Sally? How could he not notice how amazing she was? Why did he get jealous of Wesley? He had no right to do any of those things. Damn Nathan Sloan who was way too much like his father. He would never get a chance to hurt Lily again because she would kick him out of her life for good. Never again would she shed a tear for him because all sympathy was lost on him anyway.

At around one in the afternoon she heard a knock on her door.

"Go away." She mumbled.

"It's me." Gwen's voice came." Lily got up from her door and answered it to find her now only best friend. "Oh Lily." Gwen said evaluating her friend's appearance. Lily's eyes were rimmed red and she had tears staining her cheeks. Her hair was a mess and her body just looked so fragile. She pulled her friend into a fierce embrace. "It's him isn't it? I'll kill him for you Lily I swear."

"It's not worth it." Lily said hoarsely. "I don't care anymore Gwen. I just don't care." The pair made their way into the room and Lily fell onto the bed while Gwen sad at the desk chair. She looked at room and noticed several frames containing pictures of Lily growing up with Nathan and recent pictures with Gwen and Nathan and Lily all smiling and happy. _That might never happen again. _Gwen realized sadly. It was true that Nathan wasn't her favorite person in the world, but she had grown to love him in her own way.

"I went to tell him this morning." Lily offered after a long silence. "When I knocked on the door Sally answered practically naked."

"Oh Lil I'm so sorry." Gwen said sympathetically. "He is such an ass." Gwen felt like she had literally been punched. She truly believed that Nathan would realized how much he loved Lily and dump Sally and then live a happily ever after with Lily. She felt like such an idiot for believing in such a Disney ending. She should have seen it coming. After all, even if Lily wouldn't say it out loud, he was Mark Sloan's son, the son of the same Mark Sloan who broke Lily's Aunt's heart so many years before. She thought Nathan of all people would learn from his father's mistakes. Hopefully he had worn a condom because who knows what he could have gotten from Sally or worse yet, what he could have fertilized in her. It would be like the Damien from the Omen, but more evil.

"Are you sure I can't kick him in the balls." Gwen asked, "I haven't kicked someone in the balls since John broke up with me." Lily giggled.

"Don't kick him in the balls." Lily said. "But when he tries to talk to me on Monday I'll need your smart ass comments to keep him away."

"I would have done that anyway." Gwen assured. "Do you still want to go to prom? Because we can totally scrap that plan Lily, I really don't care."

"No I want to go to prom. I'm not going to let _him_ ruin it."

"I think I'm rubbing off on you."

"Thanks Gwen," Lily said, " for being such a good friend."

"You're a great friend Lily." Gwen insisted. "Let's not waste anymore time or energy on you know who. How about we watch a funny movie?"

"I'm in the mood for Clueless."

"Clueless it is then."

888

Nathan, for the lack of a better term, felt like shit. His head throbbed from the alcohol he had consumed with Sally the night before. He was still piecing the evening together, but from what he did remember, he would rather forget. After he had seen Lily kissing Wesley, something inside him snapped. It was the most extreme jealousy he had ever felt.

After he arrived home he called Sally over and she arrived just in time for his second beer. After a few more beverages the pair made their way to the bed room. Images of Lily filled his head the whole time he was with Sally and it made him feel like an even bigger whore. He would never be good enough for Lily. He wasn't anywhere near as perfect as Wesley Kennedy so he might as well live up to the legacy of his father. He already looked like Mark so he might as well act like him too. He would just be friends with Lily because that was already more than he deserved anyway.

He sat alone in his empty house that was way too big for only two people. His father would be back from the night shift soon unless there was some sort of major catastrophe. He was prepared to sit alone and sulk all day until he heard a knock at the door. He went to answer it thinking that maybe Sally had forgotten something. Upon opening the door he met the very angry Jack Shepherd. Usually Jack and he got along very well so Nathan was hard pressed to find a reason why he would be mad.

Before he could dwell on it any longer Jack pushed his way into the house.

"Did you have a good time last night Nathan?" Jack asked angrily.

"How did you get here?" Nathan asked confused. Jack had his permit, but he didn't have a car yet.

"I borrowed Lily's car, but don't you change the subject."

"What subject?" Nathan asked getting upset. "What are you talking about?"

"God, are you that daft?" Jack asked.

"Only when someone burst into my house asking about how my night was when I'm still hung over." Nathan admitted heatedly.

"I know you screwed Sally last night. I think most people know at this point."

"How would you know that?" Nathan asked paling.

"I guess Sally didn't inform you who showed up here this morning." Jack mused.

"No she didn't." Nathan said quietly.

"Last night Lily came home from her date with a smile on her face," Jack began, "but it wasn't because of Wesley. It was because of you."

"Didn't look that way when she was kissing him." Jack rolled his eyes at Nathan's interruption.

"She told me that she was in love with you and that she wanted to tell you as soon as possible. So this morning she eagerly went to your house and from the shocked appearance on your face I can only assume that it wasn't you who answered the door."

"No it wasn't me." Nathan confirmed.

"So now she's in her room and she won't come out."

"Should I go over there?" Nathan asked.

"Hell no," Jack said, "Your lucky I'm not kicking your ass right now. I just wanted to let you know what you did to my sister and to warn you to stay away."

"Well Jack it's really Lily's decision whether she wants me in her life or not." Jack snorted at this.

"Fine," Jack agreed, "but when she tells you to stay away from her on Monday you better listen or I will kick your ass." He left Nathan standing there staring. She loved him. She was in love with him and as usual because of his own stupid shit he had messed everything up and this time he really didn't think he could fix it.

A/N- I'll try to update later this week….I wonder how awkward school will be…


	10. It Never Really Goes Away

Disclaimer- I own nothing!

Chapter Ten

It Never Really Goes Away

Any anger that Nathan might have towards Lily melted when he saw her in study hall on Monday morning. Her ever present smile was gone and now replaced with a stoic resilience. Her eyes had lost their twinkle and her glossy curls seemed to have lost their bounce. This is what he had done to her. It sickened him inside. Meanwhile Sally was annoying him to no end. He had to end things with her soon. It wasn't fair to dating her when he was in love with someone else…even if that someone hated him.

Looking back he still couldn't believe he hadn't caught on to his own feelings. Of course he was in love with Lily Cristina Shepherd. He loved the twinkle in her eyes and the softness of her hair, he loved the sweet scent of her skin and the way he felt both strong and humble when he held her in an embrace. He was an idiot for not seeing how much he loved her. How much he had always loved her.

The obvious sign had been when he saw Lily and Wesley kissing. He had never felt so jealous in his life! He couldn't stand someone else touching her, or kissing her, or even one day making love to her. He wanted to be the one to do all those things and now he had screwed it up forever. He made his way over to Lily. He had to at least apologize.

"Turn around and don't look back." Gwen advised blocking Nathans path to Lily. It was almost humorous seeing Gwen strike a typical Bailey pose in front of the over 6 foot tall senior.

"I need to talk to her." Nathan pleaded. He looked over Gwen to meet Lily's eyes. "Please." She gave a weak nod and Gwen flashed Nathan a death glare before moving. Nathan took a seat next to Lily who didn't acknowledge his presences. It was hard being so close to him. She smelt the familiar warm scent.

"I'm so sorry Lily." He said in his beautiful voice. Was it possible to love someone too much? "I need you to know that I would never intentionally hurt you. I hate seeing you like this. Please forgive me Little Lil." She looked up at his face and studied him carefully. He truly did look sorry, but for the first time in her life she couldn't forgive her friend because if she did it would be for him and she needed to forgive him for her which was something she wasn't ready to do.

"I can't." She told him. "I need you to just stay away from me."

888

"Hey mom I got your message what do you need me to do?" Lily asked walking to her car with her cell phone in hand. Jack walked ahead of her with long strides as opposed to her short fast steps. "Okay I can do that. I'll see you soon….I love you too mom."

"What was that about?" Jack asked hoping into the passenger side of the car. Lily entered the driver's side and strapped on her seat belt. She looked over at her brother. It was weird seeing him in the passenger seat. That was where Nathan sat when his car broke down, which was often.

"Aunt Lexis's car isn't working and Justin is supposedly busy and since mom and dad don't get off till late mom asked me if I could drive Aunt Lexi home."

"Could you take me home first," Jack asked, "I have a paper due tomorrow and I kind of put it off till last minute." Jack said sheepishly.

"Jack!" Lily admonished.

"I know, I know." Jack said. "I won't do it anymore I promise."

"Yeah like I believe that," Lily griped, "I'll take you home twerp."

"Thanks Lily you're my favorite sister."

"I'm your only sister."

888

After Lily had lectured Jack about the importance of education and dropped him off at the house she made her way to the hospital. Lexi was standing in front of the ambulance entryway waiting patiently. She didn't see her niece until Lily pulled the car in front of her. She entered the car quickly.

"Hey Lily," She greeted, "Thanks for picking me up."

"It's not a problem." Lily assured. After a few moments of silence, Lexi spoke up.

"I heard about Nathan." She said tentatively. "I've been there… with a Sloan I mean. If you need to talk I'm always here to listen." Lily's face fell into a frown.

"Did you ever love Uncle Justin as much as you loved Mark?" Lily asked finally.

"I thought I did. I think I convinced myself just to hurt Mark at times. Jokes on me right? Now I'm getting divorced and my son doesn't know his father."

"I'm sorry," Lily said, "I didn't know you were getting a divorce."

"I got the papers yesterday." Lexi told her. "It's been coming for a while. I guess now I finally have to face it. I just want to keep James out of it as much as possible."

"How is my little cousin?"

"He's fine. He misses you."

"I should visit him soon." Lily said. The two remained silent again until Lily pulled up to Lexis's house.

"Thanks again for the ride." Lexi said stepping out of the car.

"Does the pain lessen?" Lily asked meeting her Aunts eyes.

"You learn to deal." Lexi assured, "but the love really never goes away."

888

By the time Lily got home after meeting with Gwen to go over school work it was late. Even her parents had beaten her home. She made her way into the house ready for sleep. She couldn't believe it was only Monday! The weekend ended too soon. That tends to happen when you refuse to leave your room.

"Hey Lily how was the study party?" Her father asked.

"It was fine. I think I'll do well on the math test tomorrow."

"Good." Derek answered. He was putting together a sandwich while Meredith was making eggs. Jack was already scarping his breakfast dinner of eggs and bacon."Do you want me to make you anything?"

"No thank I had dinner with the Bailey's."

"Alright." Derek said eying her skeptically. He had been very protective of his daughter as of late. He had gathered most of what had happened from Meredith and the rest from Mark who was also disappointed in his son for making his mistakes.

"Sweetie, do you want to watch a movie with us?" Meredith asked her daughter. "Jack picked out _Lords of Dogtown_."

"I love Heath Ledger." Jack commented.

"I saw that last week so I think I'll pass." Lily said. Before Derek could try and persuade his daughter with another activity to keep her out of her room and from thinking about Nathan the phone rang. He picked it up on the second ring.

"Hello….yeah that would be great…..okay the kids are going to love having you here….I'll tell Meredith you send her your love….I love you too…..okay I'll see you this weekend…..yes if I can't meet you at the airport I'll have one of the kids be there….alright bye." Everyone waited patiently for Derek to reveal who he had just spoken with. "Looks like we will be having a visitor this weekend."

A/n- Hum...I wonder who could be visiting....Reveiws inspire me!


	11. Wisdom

Disclaimer: I own nothing!

Chapter Eleven

Wisdom

Friday came slowly for Lily. Nathan really hadn't respected her wishes and he hadn't even tried to stay away. Sometimes he would wait outside her class rooms and then proceed to apologize a hundred times while she used all her energy trying to ignore him. He would even put notes in her locker expressing his sorrow. Most notable, he and Sally had a big blow out in the hall on Wednesday. Sally accused Nathan of emotionally cheating and Nathan broke up with her. Lily couldn't deal with another day of Nathans sad eyes. Thank God her mom had let her skip out today to pick up her Grandmother from the airport. Jack hadn't been happy about not being able to skip too, but he had three tests.

Lily waited in the terminal looking for the familiar sight of her Grandmother. After five minutes she saw Grandma Shepherd. She now walked with a cane after her last hip replacement surgery, but was otherwise in good health and was still going strong. Lily stood up and went to meet her grandmother. When she reached her Lily embraced her in a big hug. Her grandmother's warmth overwhelmed her and she finally let go of all the frustration, anger, and sadness that she had been bottling up all week.

"It's okay sweet heart." Grandma Shepherd assured, "I'm here now."

"I hate him Grandma." Lily chocked out. She didn't care about what the multitude of people in the airport thought of her. She just needed her Grandmother's hug and kind words of comfort.

"I know," she said, "I know. Just let it out."

888

"So tell me everything that happened with you and Nathan." Carolyn Shepherd said to her Grandmother. The two sat on a park bench on a rare sunny day. Carolyn had treated her granddaughter with ice cream and insisted that Lily get some fresh air.

"The long version or the short version?" Lily asked.

"Somewhere in between." She replied with a smile.

"Alright," Lily began, "I started having feelings for Nathan, but he was dating slutty- I mean Sally so I didn't tell him. Then I decided not to wait around for him and so I went on a date with Wesley Kennedy."

"Let me guess," Grandma Shepherd interrupted, "This Wesley is smart, attractive, a senior, and possible on the football team."

"Quarterback." Lily verified.

"And Nathan hates him right?" She guessed.

"Yeah," Lily agreed, "So I went on a date with him and at the end of the date he kissed me. I guess Nathan saw us and he took off. When Wesley was kissing me it was nice, but it wasn't like when I kissed Nathan. So the next day I went to tell him what I was feeling and Sally answered the door in her underwear."

"I'm so sorry sweetheart." Carolyn said "I've known that boy forever and I practically raised his father. In a lot of ways their alike, they make the same mistakes. But they also have their differences. Nathan learned how to really care about a woman before his father did."

"So should I forgive him?" Lily asked her grandmother setting aside her milkshake.

"If not for him then for you," Her Grandmother told her, "Trust me when I say that all that anger is really just punishment on yourself." Lily reflected over these words for a moment. "You know sometimes it throws me off that I see so much of your dad in you and then you act like your mom." Lily smiled at this. "Do you have a prom dress yet?"

"No I haven't gotten around to it."

"It's next weekend." Her Grandmother reminded her. "Come on I'll take you to the mall."

888

"Shouldn't Lily and my mother be here by now?" Derek asked his wife when he arrived entered the house from work.

"She texted me and told me not to worry." Jack replied grabbing a chip bag out of the counter.

"I wouldn't worry about it." Meredith agreed with her son. "You know how your mother likes to spoil the kids."

"Did he call again?" Derek asked. Meredith and he shared a knowing look and she nodded.

Before they could discuss the matter any further Lily and Carolyn Shepherd entered the house with bags in their hands giggling madly.

"What have you two been up to?" Derek asked surprised but happy. He hadn't seen his daughter be genially happy in a while.

"Well my Granddaughter informed me that she didn't have a dress for prom so we went shopping to get one and then we needed shoes and accessories so we made a day of it." She told her son. "Jack sweetheart would you mind getting m bags out of the car?"

"Sure Grandma." Jack said starting to head out the door.

"Hug first." She told her grandson. She pulled him into a warm embrace. "You're getting so big."

"Thanks Grandma." Jack said grinning. He pulled out of the hug and headed to the car.

"Mom you didn't have to spend all that money. How much did it cost? I'll pay you back." Derek insisted.

"You'll do no such thing." She reprimanded. "This is my gift to my granddaughter. Why don't you go try on your dress for the family Lily?"

"Sure Grandma." Lily agreed taking a bag into her arms and heading upstairs.

"How did you get her to smile?" Meredith asked curiously.

"We just talked. Buying the dress didn't hurt and she looks so beautiful in it."

"Do you think she'll be okay?"

"Of course," She insisted, "She's just like her parents. She's a fighter."

"Thank you for coming down." Meredith said, "She really opens up to you."

"Well I had to when you told me what was going on. After you called me on Saturday I decided the next day I was going to come and then of course you got my call Monday. So have you heard anything from Nathan?"

"Yeah He's been calling the house since three."

"Where do you want me to put your bags grandma?" Jack asked coming back into the house straddling numerous bags in his arms. Just set them down on the floor sweet heart." Jack let the bags fall with a crash.

"So how was the trip?" Jack asked.

"It was just fine. I slept most of the time."

"So did you get me anything?"

"Jack!" Meredith admonished which caused Carolyn Shepherd to laugh.

"It's alright Meredith I always get him something when I come to town don't I?"

"So where is it?" Jack asked excitedly.

"It's in the front zipper in the red bag." She replied. Jack hurried to get the front pocket open and found the box of chocolates from his favorite chocolate company inside.

"Thanks Grandma!" Jack yelled excitedly.

"You're very welcome Jackson." The good mood was cut off with the ringing of a phone. Everyone knew who it was. Jack picked up the receiver before anyone could react.

"Hello." He said with an edge to his voice.

"She told you to stay away from her Nathan and if you don't you deal with me."

"Jack let me talk to him." His Grandmother said. With a slight reluctance, Jack handed over the phone. "Hello Nathan this is Mrs. Shepherd….Well I know that you want to tell her how you feel, but at this point I don't think she'll listen to words……she'll listen to action. Be creative…Give your dad my love and let him know I'll be in town till next Sunday….okay bye Nathan." She hung up the phone and turned to see the family staring at her.

"Do you think it was wise to encourage him?" Derek asked his mother.

"Yes," Carolyn said with certainty, "they love each other and he's the one for her. She's his Meredith. He just found her a little earlier in life is all."

"Fine, but if he hurts her again I'll punch him. I don't care if he is my God son."

"Violence is never the answer son." Carolyn teased her son.

"Wow Lily you look beautiful." Jack spoke up upon seeing his sister in her prom attire. She was wearing a black dress that had a white trim on the straps that crossed in the back.

"Do you really think so?" Lily asked biting her bottom lip.

"Absolutely," Meredith assured, "you look wonderful Lily."

"Dad, what do you think?"

"I think that I need to lock you up and get a bat to keep all those boys away." Derek said seriously.

"That's how I felt when he brought Addison home except the bat was just for her." Carolyn whispered to Meredith who snorted.

"What was that mom?" Derek asked suspiciously.

"Nothing dear."

A/N- I love Grandma Shepherd so I needed to bring her into the story! So I've neglected Mark and Lexi for a while so the next chapter will have them in it. Review please!


	12. I’m going to need it

Disclaimer: I own nothing!!!

Chapter Twelve

I'm going to need it

Carolyn Shepherd hadn't slept this well in years. She woke up in her son's spare bedroom completely well rested and relaxed. When she finally managed to wake herself up it was around 10:30. She couldn't remember the last time she had slept in this late. She would have to ask Derek what kind of mattress she had been sleeping on. She took her time getting ready. She looked out the window and the weather reflected Monday. It was cloudy and of course it looked like rain. The grandkids were at school and Meredith and Derek were at work. The weekend with her family had been a productive one. They had taken Carolyn to all the best sites and had engaged in many fun family activities.

By the time she was ready to cook breakfast, she was startled to see that someone was already there.

"Good morning." She said to the visitor.

"Morning." Mark Sloan replied taking a sip of his coffee. He was dressed in jeans and a collared shirt. "Sorry I didn't stop by sooner."

"It's alright." Carolyn said hugging her second son. "I knew you'd come."

"So how is the most beautiful woman in the world?" Mark asked looking warmly at his surrogate mother.

"Don't patronize me." Carolyn warned. "So why aren't you at work today?"

"I took the day off. I wanted to spend it with you."

"So you need some advice?" She said making the question sound more like a statement.

"You always know." Mark accused. He got the coffee pot and poured a cup for Mrs. Shepherd and then handed it to her.

"Shall we sit down?" She asked. Mark nodded and the pair took their seats at the kitchen table. "So what's the problem?"

"Well besides the fact that my son is in his room calling people at all hours of the night. He's planning something and it's freaking me out. Should I be freezing his assets in case he's trying to leave the country."

"No I think he's just following my advice."

"I just hope he fixes things with Lily. I hate seeing him making the same mistakes I did."

"I think it will all end up alright." Carolyn assured.

"Yeah," Mark agreed, "Seeing all this happening between them just brings back old memories."

"Lexi?" Carolyn guessed.

"Lexi." Mark confirmed. "After all these years I'm still really angry at myself for what I did. That was the first relationship I was in where I didn't want to cheat or mess around or flirt and then I blew it."

"It's still not over."

"She's married."

"She's getting a divorce." Mark looked thoughtfully at his coffee mug for a moment.

"I don't think she can forgive me."

"I don't believe that Mark." Carolyn insisted. "You still love her and you know that she used to love you. Maybe she still does."

"She told me she missed me."

"Well there's a start."

"So what should I do?"

"Make it clear to her just exactly how you feel."

888

Lexi Grey sat by herself in her living room in the dark. It was nearing ten and she had finally gotten James to bed. She felt like a failure as far as parents went. It was her job in this world to protect her son. Her soon to be ex husband was leaving the state soon. He already proposed to his mistress. He didn't want any custody rights. It was a slap in the face. Not just to her, but to James. She had wanted him so badly. She had fought for him with everything in her. Justin had been one of the least supportive husbands ever. She even had to get Derek to driver her to the hospital when she went into labor. At least James looked like her. He had soft dark hair and big beautiful hazel eyes. He was the best part of her.

Maybe it was for the best that her marriage was coming to an end. Part of her had sensed that it was heading towards that for years. He had resented her for being a better surgeon, for making more money, for still loving Mark Sloan. Justin had always been jealous of that. Before Lexi could ponder more on this she heard someone knocking on the door. Wondering who on earth could be visiting her this late she didn't even bother to look out the peep hole. When she opened the door she was shocked to find Mark Sloan dripping wet with a hopeful look on his face.

"What are you doing here?" She asked shocked.

"I'm here to make something clear to you." Mark said letting himself in. "I love you and I was stupid."

"And you hurt me." Lexi added.

"I hurt you in the worst way." Mark agreed, "But I'm not that man anymore. I love you and trust you and I want to spend the rest of my life with you."

"Mark it's too late for us." She argued.

"No it's not." Mark argued. "I know that it's not going to be easy. Trust has to be built back up on both sides. You have to forgive me, but we can do it. I'm committed to this. I love you. I love your son. We can make this work Lex." Lexi stood there watching the man who was dripping on her wooden floor. Over eighteen years ago it was her begging him to teach her. She smiled at the thought. It was so long ago. They were younger, she was optimistic and insanely in love and now…

"Your right." Lexi said. "It will take work. I need to learn how to trust you again and how to fit you in my life again…. but can we just skip that right now and can you just be kissing me?" She didn't have to ask again. His lips pressed against hers fiercely. Their hands were everywhere trying to rediscover the forgotten territory.

"Where's the bedroom?" Mark asked lifting Lexi into his arms.

"Upstairs to the left," she replied, "but we have to be quiet. James is asleep across the hall."

"Okay. I can be quiet as long as you don't break my penis again." Lexi giggled.

"Okay I won't."

"Good because I'm going to need it tonight."

a/n- Woo Hoo Mark and Lexi are back together! I'm busy this weekend, but I'll try and update soon. The next chapter is probably going to be my favorite. Please Review!


	13. Fade into You

Disclaimer- I own nothing!!

Chapter Thirteen

Fade Into you

Lily and Gwen were getting ready for prom in Lily's room. There was make-up spread on every imaginable surface of the room and the scent of hair spray filled the air. The girls were almost ready. They had their dresses on and their hair was complete. Lily had her hair pulled half back in loose curls with a rhinestone clip. Gwen had her hair in a fancy French twist with a white flower clip attached near her ear. Gwen's dress was emerald green and strapless and fell to the ground with a slit on the right side that ended just above the knee. Both of the girls looked absolutely gorgeous.

"Can I come in?" Meredith's voice called.

"Sure mom." Lily answered applying her red lip gloss. Meredith came in with a camera in hand.

"I promised I'd take lots of pictures for your mother Gwen." Meredith explained.

"Where are Grandma and dad?" Lily asked curiously.

"Downstairs." Meredith answered. "Your grandma also has a camera and she has an announcement before you leave."

"Let's not keep them waiting." Gwen insisted stepping into her gold high heels. Lily followed suite stepping into her silver ones. The girls followed Meredith who took numerous pictures.

"Girls you look beautiful." Grandma Shepherd gushed when the girls descended the stairs. She also took some more pictures with her camera that almost blinded the girls. Derek Shepherd stood slightly back from the group with two boxes in his hands. He was the picture of a nervous father on prom night.

"What do you have in your hands dad?" Lily asked.

"I got you girls' corsages." He replied handing Gwen a white rose and Lily the red rose.

"Thanks Mr. Shepherd." Gwen said taking the flower out of the box and securing it onto her wrist.

"Thank you daddy." Lily said pulling her father into a hug. "I love you."

"I love you too." Derek replied kissing his daughter on the forehead.

"You kids better get going if you want to make it there on time." Meredith told the girls.

"Grandma what did you want to tell us?" Lily asked.

"Well I've been thinking this for a while and I don't really have anyone left in New York. My last two grandkids are almost out of the house and I don't want to miss the time I've spent with you so I've decided to move here. I already bought a house."

"That's awesome mom." Derek Shepherd said.

"It is grandma." Jack agreed.

"Mom what is that?" Lily asked astonished. Gwen turned around to see what Lily was staring at.

"We thought you girls needed to arrive in style." Derek said. The girls giggled in delight at the stretch limo.

"Well go on and enjoy it. We pay them by the hour."

888

Nathan Sloan couldn't keep his eyes off of her all night. She was an angel that had escaped from heaven and only he could see the pure and beautiful light that surrounded her. Every once and a while he could have sworn that she had looked at him…or maybe he was just being hopeful. He needed to talk to her soon or he might just go crazy.

He watched her laugh as she attempted to dance with Gwen to an offensive rap song that was laced with drug abuse and innuendos. It was the first time he had seen her smile in weeks. He wondered if he could ever make her smile like he used to.

"Can I have your attention please?" The DJ asked the students looked around confused. They had already announced king and queen. The lucky winners were Wesley and a fellow senior Emily Rutez. "I have a slow dance request from someone in the audience so I'm going to take you back to 1993." The dingle people groaned. Slow dances were the worst. Nathan watched Lily and Gwen making their way off the dance floor. He hurried over to meet Lily.

"May I have this dance?" He asked. All of his confidence was stripped. His request came humbly.

_I want to hold the hand inside you_

_I want to take a breath that's true_

Lily looked shocked as the heard the words to her favorite song. Only Nathan could have requested it. Gwen gave Nathan a look before whispering something to Lily. She nodded and then took Nathans hand. He led her to the center of the dance floor and the two kept as much distance a part as you could while slow dancing.

_I look to you and I see nothing_

_I look to you to see the truth_

"I've missed you." Nathan said.

_You live your life _

_You go in shadows_

_You'll come apart and you'll go black_

_Some kind of night into your darkness_

_Colors your eyes with what's not there_

"I've missed you too." Lily finally admitted. "How did you remember that I loved this song?"

"Are you kidding?" Nathan asked. "I remember when you told me you wanted it to be your wedding song."

_Fade into you_

_I think it's strange you never knew_

"It was the night before my freshmen year started. "Lily recalled. "I was so worried, but you the older and experienced sophomore took my mind off of things and we talked about music almost all night."

"And I asked you why you wanted a song about someone revealing a crush as your wedding song." Nathan added.

"And I told you it was because I would probably be the first to fall in love in any relationship."

"Lily," Nathan began, "You weren't the first. I just never admitted it to myself. I fell in love with you that night."

"Don't" She interrupted.

"I need you to know how I feel." Lily pulled away from him and hurried off the dance floor. Without pause Nathan followed her. He finally caught up with her in the empty hall way.

"I have to make clear what I feel for you."

"You can't!" Lily exclaimed. "Because I can't stomach the thought of knowing that you were in love with me when you were dating all those girls and when you were with Sally and when you kissed me in the bar last year."

"You dated Wesley when you knew you loved me." Nathan pointed out.

"I didn't screw him!"

"Well how was I supposed to know that you wouldn't?"

"Because you know me." Lily shouted, "I could never do that and up until recently I didn't think you could either." They were quiet for a moment.

"You knew what you felt for me and didn't tell me so how is what I did worse?"

"You don't think what you did was worse?" Lily bellowed. "I didn't say anything because you were dating your new flavor of the week as usual and what you did was worse because you screwed Sally out of spite!" After she was finished she sat breathing heavily. Nathan approached her slowly. He took her hands in his and kissed her gently on the hand.

"I love you." He said trailing another kiss on her arm.

"I love you." He repeated. He said this over and over trailing kisses along her soft skin until he was near her lips. "I love you." He said again. He went to meet his lips to hers, but she pulled away.

"No." she said weakly. Tears were streaming down her cheeks. He kissed them away gently.

"I will spend the rest of my life making up for what I did to you. I will do whatever it takes to gain back your trust. I'm in love with you forever and always."

"Oh Nathan." Lily whispered.

"Will you let me make it up to you?" She kissed him fiercely. It was better than the drunken kiss a year before. His lips were soft and he tasted of fruit punch and her skin. It was perfect.

"Is that a yes?" Nathan asked hopefully.

"I love you Nathan Sloan."

A/N- Sorry it took so long! Things at school have been absolutely crazy! I'll try to post an epilogue soon. The song is Fade into You by Mazzy Star and it's a really beautiful song if you want to listen to it. Happy 100th episode of Grey's Anatomy everyone!


	14. Epilogue

Disclaimer- I own nothing!

Epilogue

"I knew this was coming, but it's still weird seeing you all gooey together." Gwen commented to the young couple.

"Well I have to get in enough time with him. He's going off to college soon." Lily replied snuggling closer to Nathan. The three teens were in the Shepherds living room. It was movie night and the theme was Drew Barrymore. The first film was Music and Lyrics.

"He just graduated today and he's going to college here in Seattle."

"I won't get to go to school with him every day or drive him home when his car breaks down." Lily pointed out.

"I'll make sure we have time together," Nathan promised, "and you only have half days because you got all your credits in."

"Alright." Lily agreed.

"So when are Lexi and you dad getting married?" Gwen asked curiously.

"Next month. Lexi wanted a June wedding." Nathan answered.

"And it doesn't concern you that you are going to be like cousins in law."

"Well I haven't really thought about it, but thanks for that image." Nathan said. Lily giggled.

"What's up cuz?" She teased.

"Eww."

"What's eww?" Derek Shepherd asked poking his head into the doorway.

"Gwen just pointed out the fact that Lily and I are going to be cousins in a few weeks time."

"Eww." Derek agreed. "I'm heading over to meet Jack at your grandmother's house so we can help her move into to her new condo. Your mom should be home soon. Gwen I'm trusting you to keep these two in line."

"Will do Mr. Shepherd." Gwen agreed.

"Tell Grandma I said hi." Lily told her father as he left.

"Is he always going to be this paranoid of me?" Nathan asked.

"Let me think," Lily teased, "You're the guy who made his little girl cry by sleeping with the school skank. No I think he totally trust you." Nathan sighed. "He loves you." Lily insisted, "it's just that I'm his little girl."

"And I will always take care of you."

"I know."

"Could you all please stop being so couply." Gwen gripped.

"If we get her a boyfriend will she leave us alone?" Nathan mock whispered. The pair looked over at Gwen who was glowering at them.

"I think she heard you." Lily whispered back.

"I'm going to pretend you didn't say that." Gwen said turning her attention back to Drew Barrymore.

"Nathan?" Lily asked.

"Yes."

"Are you sure you don't want to be at a graduation party with all your friends?"

"You mean do I want to be at a party where there is cheap booze and people I don't really like and won't miss?"

"Yeah that party." Lily agreed.

"I'd rather be here with my girl…and even Gwen." Nathan added.

"Thanks." Gwen said sarcastically.

"Love you Gwen."

"Bite me."

"She loves me." Nathan insisted.

"You wish."Gwen said.

"So you're sure you don't want to be at a party?" Lily confirmed ignoring Gwen's comment.

"There is nowhere else in the world I'd rather be."

a/n- it's a little short, but I wanted to wrap up what's happing in these characters lives and show the progress they have made. Thank you so much to everyone who has reviewed. I never expected such supportive readers. I hope everyone loved reading this story as much as I loved writing it and happy Gray's Anatomy finally!


	15. PLEASE READ!

I've been thinking about doing a sequel to this. If I did how many readers could I count on to read it?


	16. New Story!

The new story is up! Just posted chapter 1!


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